Subject to the terms and conditions of this Agreement, including, without limitation, Customer’s payment of all amounts payable hereunder, Welltheos hereby grants to Customer a limited, nonexclusive, nonassignable, nontransferable license, solely during the term of this Agreement, to access and use Welltheos Products and Services specified on the Service Contract submitted by you to Welltheos and accepted by Welltheos.
Any other commercial use or exploitation of Welltheos Products and Services or any content, code, information, data or other materials on or through Welltheos Products and Services is strictly prohibited. In no event shall Customer’s use of any trademark, trade name, service mark, icon, logo or other indicator of Welltheos without Welltheos’ advance, express, written permission in each instance. The license granted herein is granted solely to Customer, and not, by implication or otherwise, to any parent, subsidiary or affiliate of Customer. All rights not expressly granted hereunder are reserved to Welltheos.
Customer shall be responsible for any access to or use of Welltheos Products and Services by Customer or any person or entity using a password provided by Welltheos to Customer, whether or not such access or use has been authorized by or on behalf of Customer, and whether or not such person or entity is an employee or broker of Customer.
Customer represents, warrants and covenants that it shall use Welltheos Products and Services only for lawful purposes and in conformance with these Terms and Conditions, and that all information provided by Customer to Welltheos relating to this Agreement, whether via online forms or otherwise, is accurate and complete. Welltheos shall have the right, in its sole discretion, to deactivate, change and/or delete Customer’s password(s) (if applicable). Welltheos may upgrade, modify, change or enhance Welltheos Products and Services and convert Customer to a new version thereof at any time in its sole discretion.
A "Service" is a Welltheos Service ordered by a Customer on a Service Contract.
Unless otherwise specified in the Service Contract, the Term of the License granted above and during which the Services are rendered under this Agreement will be until Welltheos or Customer terminates the agreement.
You agree to: (1) provide certain true, current, complete and accurate information (the "Registration Data") about you as required by the application process; and (2) maintain and update according to our modification procedures the Registration Data you provided to us when purchasing our services as needed to keep it current, complete and accurate. In any event, you are solely responsible for the credit card or bank account information you provide to Welltheos and must promptly inform Welltheos of any changes thereto (e.g., change of expiration date or account number). We are neither responsible for any consequences resulting from your failure to provide notice nor for your providing outdated, incomplete or inaccurate information.
In cases where you choose to receive services from third parties associated with Welltheos, you grant the right to disclose your individual Registration Data to those third parties in order to fulfill service offers. You also understand that third party services have individual policies towards the privacy of customer information, which may differ from those stated herein.
Welltheos considers the consumer data collected from the quoting and enrollment product, and to be private. Except as provided in Sections 2 and 3 above, Welltheos will not intentionally disclose any data entered or Customer Data unless required by law. Welltheos will also not share Customer’s client data with any other Customers.
To access or use the Welltheos services or to modify your account, you may be required to establish an account and obtain a login name and password. You are solely responsible for maintaining the confidentiality of your login. You must immediately notify us of any unauthorized use of your login, and you are responsible for any unauthorized activities, charges and/or liabilities made through your account. In no event will we be liable for the unauthorized use or misuse of your login name, account number or password.
You agree that, if your agent, (e.g., your Primary Contact or Account Administrative Contact, Internet Service Provider, employee) purchased our service(s) on your behalf, you are nonetheless bound as a principal by all terms and conditions herein. Your continued use of our services ratifies any unauthorized actions of your agent. By using your login name, account number or password, or otherwise purporting to act on your behalf, your agent certifies that he or she is authorized to apply for our services on your behalf, that he or she is authorized to bind you to the terms and conditions of this Agreement, that he or she has apprised you of the terms and conditions of this Agreement, and that he or she is otherwise authorized to act on your behalf. In addition, you are responsible for any errors made by your agent.
You agree to be bound by the applicable provisions of the Welltheos Acceptable Use Policy, made part of this Agreement by reference.
Welltheos' quotes are verified through extensive internal and insurance company testing. Welltheos quotes use information consumers provide on our detailed quoting information. However, these quotes could change based on additional or contradictory information that emerges during the final insurance underwriting process.
YOU AGREE THAT OUR ENTIRE LIABILITY, AND YOUR EXCLUSIVE REMEDY, IN LAW, IN EQUITY, OR OTHERWISE, WITH RESPECT TO ANY WELLTHEOS SERVICE(S) PROVIDED UNDER THIS AGREEMENT AND/OR FOR ANY BREACH OF THIS AGREEMENT IS SOLELY LIMITED TO THE AMOUNT YOU PAID FOR SUCH SERVICE(S) DURING THE TERM OF THIS AGREEMENT. IN NO EVENT SHALL WELLTHEOS, ITS LICENSORS AND CONTRACTORS (INCLUDING THIRD PARTIES PROVIDING SERVICES AS PART OF THE SERVICE FOR WEBSITES FROM WELLTHEOS) BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES EVEN IF WELLTHEOS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. TO THE EXTENT THAT A STATE DOES NOT PERMIT THE EXCLUSION OR LIMITATION OF LIABILITY AS SET FORTH HEREIN WELLTHEOS'S LIABILITY IS LIMITED TO THE EXTENT PERMITTED BY LAW IN SUCH STATES.
YOU AGREE THAT YOUR USE OF OUR SERVICE(S) OR OUR LICENSORS' SERVICES IS SOLELY AT YOUR OWN RISK. YOU AGREE THAT ALL OF SUCH SERVICES ARE PROVIDED ON AN "AS IS," AND "AS AVAILABLE" BASIS, EXCEPT AS OTHERWISE NOTED IN THIS AGREEMENT. WE AND OUR LICENSORS EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT. NEITHER WELLTHEOS NOR OUR LICENSORS MAKE ANY WARRANTY THAT SERVICE(S) LICENSED HEREUNDER WILL MEET YOUR REQUIREMENTS, OR THAT THE SERVICE(S) WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE; NOR DO WE OR OUR LICENSORS MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE(S) OR AS TO THE ACCURACY OR RELIABILITY OF ANY INFORMATION OBTAINED THROUGH OUR SERVICES. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US OR THROUGH OUR SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN, YOU MAY NOT RELY ON ANY SUCH INFORMATION OR ADVICE.
You agree to release, indemnify, defend and hold harmless Welltheos and any of our contractors, agents, employees, officers, directors, shareholders, affiliates and assigns from all liabilities, claims, damages, costs and expenses, including reasonable attorneys' fees and expenses, relating to or arising out of (a) this Agreement or the breach of your warranties, representations and obligations under this Agreement, (b) the Welltheos services or your use of such services, including without limitation infringement or dilution by you, or someone else using our service(s) from your computer, (c) infringement, (d) any intellectual property or other proprietary right of any person or entity, (e) any violation of Welltheos' Acceptable Use policy or other operating rules or policies communicated to you by Welltheos during the course of this Agreement, (f) any information or data you supplied to Welltheos, including, without limitation, any misrepresentation in your application, if applicable, (g) the inclusion of metatags or other elements in any website created for you or by you via the Welltheos services, or (h) any information, material, or services available on your licensed Welltheos Web Site. The terms of this paragraph will survive any termination or cancellation of this Agreement.
BY YOU. To cancel your Service you must submit your written notice of cancellation to Welltheos and include the following information: (i) Your company name and the account holder's name; and (ii) your reason for requesting cancellation. Unless otherwise agreed to in writing (in either paper or electronic form), your Service will be canceled as of the expiration of the current oneyear term in which your notice was received. Unless otherwise specified in writing by Welltheos, you will not receive any refund for payments already made by you as of the date of termination, If you are canceling your Service because we have modified this Agreement, to be entitled to a waiver of further fees, your notice must be given to us within thirty days of such modification, and you must specifically state, in your notice, that you are terminating because we have modified the Agreement and must further specifically identify the modification(s) to which you do not agree.
BY US. We may terminate the License granted under this Agreement or any part thereof, this Agreement, or any part of the Welltheos Services rendered under this Agreement:
EFFECT OF TERMINATION. Upon termination, you shall destroy any copy of the materials licensed to you hereunder and referenced herein. You agree that upon termination or discontinuance for any reason, we may delete all information related to you on the Welltheos service, if applicable. In addition to the terms set forth herein, certain Welltheos services may have additional terms regarding termination, which are set forth in the applicable Schedule.
Except as otherwise provided in this Agreement, you agree, during the term of this Agreement, that we may: (a) revise the terms and conditions of this Agreement; and/or (b) change part of the services provided under this Agreement at any time. Any such revision or change will be binding and effective 30 days after posting of the revised Agreement or change to the service(s) on Welltheos Web sites, or upon notification to you by email. By continuing to use Welltheos services after any revision to this Agreement or change in service(s), you agree to abide by and be bound by any such revisions or changes. If you do not agree to such revisions or changes, you may cancel the Service by sending Welltheos a notice, as set forth herein, within thirty days of the posting or notification to you of any such modification or change, stating that you are canceling the Service because of a modification of this Agreement, and particularly pointing out the modification(s) to which you do not agree.
(a) Except as expressly provided otherwise herein, all notices to Welltheos shall be in writing (either paper or electronic format) and delivered either via email to info@Welltheos.com, or via postal mail to Welltheos, Inc., ATTN: Info, 1500 Stony Brook Road, Stony Brook New York 11794. All notices to you shall be delivered to your mailing address or email address as provided in your account information (as updated by you pursuant to this Agreement). (b) You authorize us to contact you as our customer via telephone, at the number provided by you in your account information, email or postal mail regarding information that we deem is of potential interest to you. Notices and announcements may include commercial emails, and other notices describing changes, upgrades, new products and services or other relevant matters.
You agree that the terms of this Agreement are severable. If any term or provision is declared invalid or unenforceable, in whole or in part, that term or provision will not affect the remainder of this Agreement; this Agreement will be deemed amended to the extent necessary to make this Agreement enforceable, valid and, to the maximum extent possible consistent with applicable law, consistent with the original intentions of the parties; and the remaining terms and provisions will remain in full force and effect.
You acknowledge that if you breach this Agreement, Welltheos’s damages from such a breach would be difficult to calculate and that Welltheos would suffer irreparable harm. Therefore, you agree that Welltheos, in addition to any legal remedy for damages to which it would be entitled in the event of your breach, is entitled to equitable relief, including but not limited to preliminary and permanent injunctive relief. In the event of your breach of this Agreement, you agree to pay all reasonable attorneys' fees and costs of Welltheos in enforcing this Agreement.
CONSENT TO JURSDICTION AND VENUE. Without regard to its conflicts of laws provisions, the laws of the State of New York will be used to construe this Agreement. You consent to the exclusive jurisdiction and venue of state and federal courts residing in Suffolk County, New York to adjudicate any dispute arising out of this Agreement.
SERVICE SPECIFIC TERMS: The following terms apply in addition to Sections 1 through 16 only if you have purchased the particular service described:
WELLTHEOS ACCEPTABLE USE POLICY
During the course of using Welltheos's products and services, you agree to conduct your business activities in a way which will not violate any federal or state law, which will conform to a high standard of business ethics, and which will maintain the good business reputation of Welltheos and its other Customers. In particular and without limitation, you agree not to do any of the following:
Violate any state or federal law relating to the marketing or sale of insurance policies;
Engage in false advertising or in any fraudulent or deceptive business practice;
Post, distribute, or otherwise make available or transmit any data, text, medium or computer file, that Welltheos, in its sole discretion, deems to be: (a) defamatory, abusive, harassing, insulting or threatening; (b) bigoted, hateful, or offensive; (c) vulgar, obscene, or sexually explicit; or (d) encouraging of or advocating illegal activity or discussing illegal activities with the intent to commit them;
Post, distribute, or otherwise make available or transmit any data, text, medium or computer file that (a) infringes any right of a third party under any domestic or international law, including but not limited to copyright, patent, trademark, trade secret or other proprietary right (for third party claims of copyright infringement, Welltheos will follow the procedure set forth in Part B below); (b) violates any right of privacy or publicity of a third party in the absence of such third party's express permission to disseminate his or her personal information, voice or likeness;
Post, distribute or otherwise make available or transmit any software or files that contain a virus or other harmful component;
Impersonate any person or entity or misrepresent your identity or affiliation with another person or entity;
Delete any legal notices or disclaimers, including but not limited to copyright and trademark symbols, or modify any marks which you do not own or have express permission to modify.
Welltheos reserves the right to remove or disable access to any material which falls within one or more of the above categories.
Takedown. Any third party who believes that his, her or its rights in a copyrighted work are infringed by material which has been stored on a Welltheos system, network or hosted site at the direction of a Customer, and who wishes the infringing material to be removed or access thereto disabled, must send a Notification of Claim of Infringement, in writing, to Welltheos's Designated Agent:ATTN: Corporate Counsel
To be effective, the Notification must include:
This website is intended for a United States audience. Any information you provide, including any personal information, will be transferred to and processed by a computer server located within the United States.
1500 Stony Brook Road
Stony Brook, New York USA 11794
Attn: Legal Dept.
Throughout this policy, when we refer to “personal information,” we are referring to information that can be used to distinguish or trace your identity, such as name, social security number, date of birth, phone number, email address, or credit card number.
We may collect from you “protected health information” which includes any information about your health or medical history that you may provide in a health insurance application.
We may receive information about you from other sources, including publicly available databases or third-parties from whom we have obtained data, and combine this data with information we already have about you. This helps us to update, expand and analyze our records, identify new customers, and provide products and services that may be of interest to you. Examples of the types of personal information that may be obtained from public sources or third-parties and combined with information we already have about you, may include: (a) address information from third-party sources to verify your address so we can properly communicate with you and to prevent fraud and/or (b) data about our customers from third-parties that is combined with information we already have about you, to create more tailored advertising and products
You do not have to provide us with personal information if you do not want to; however, that may limit your ability to use certain functions of this website or to request certain services or information.
We may use your personal information in the following ways:
You may change or update your personal information by emailing us at email@example.com, or in writing by mailing us at Welltheos LLC, 1500 Stony Brook Road, Stony Brook, New York USA 11794. Please note we may not be able to revise information which has already been shared with a third- party.
Welltheos uses Google Analytics and Raygun to collect visitor data and analyze traffic on our site. This information helps us understand customer interests and helps us improve our website. Welltheos uses “cookies” which are small text files that may be placed on your computer when you visit a website or click on a URL. Cookies may include “single-session cookies” which generally record information during only a single visit to a website and then are erased, and “persistent” cookies which are generally stored on a computer unless or until they are deleted or are set to expire.
Cookies enable the website to remember your actions and preferences (such as login, language, font size and other display preferences) over a period, so you don’t have to keep re-entering them whenever you come back to the site or browse from one page to another.
We have implemented commercially-reasonable measures designed to protect the information that you provide on this Site. We exercise reasonable efforts to safeguard the security and confidentiality of your personal information and insurance information; however, transmissions protected by industry standard technology and administered by humans cannot be guaranteed to be secure. We will not be liable for unauthorized disclosure of personal information that occurs through no fault of Welltheos including, but not limited to, errors in transmission, uses of your data by a third-party, your failure to comply with your security obligations, and the unauthorized acts of Welltheos’ employees.
The safety and security of your information also depends on you. Where we have given you (or where you have chosen) a password for access to certain parts of our website, you are responsible for keeping this password confidential. We ask you not to share your password with anyone.
This Site is not directed at children 13 years of age or younger. If you are under 13, do not use or provide any information on this Site. Do not register on the website, or provide any information about yourself to us, including your name, address, telephone number, email address or any screen name or user name you may use.
If we learn we have collected or received personal information from a child under 13 without verification of parental consent, we will delete that information. If you believe we may have any information from a child under 13 without parental consent, please contact us at the firstname.lastname@example.org.
We welcome and encourage open discussion on Welltheos’ social media sites - including but not limited to our blogs, Facebook, Twitter, LinkedIn and YouTube pages.
We make reasonable efforts to monitor participation to ensure that you stay on topic, are courteous and avoid making offensive comments. Your posts and User Content must adhere to the following requirements and cannot:
We reserve the right to edit comments for content, remove off-topic contributions, delete offensive comments or remarks, block offensive contributors and delete actual or suspected spam content from any Social Media site. Please be aware that once you post something online, there is the potential for numerous individuals to read your words, even years from now. Therefore, we suggest that you exercise caution when posting on any social media sites and that you not disclose personally identifiable information like your location, health insurance ID numbers, personal medical information, financial information, etc. We are not responsible for the content of any comments or responses posted by others to this Site or social media site managed or monitored by Welltheos. We do not control the placement of any marketing or advertising displayed on our pages by social media or third-party organizations. The inclusion of links to other websites does not imply any endorsement of the material on the websites.
If you are a resident of California, California Civil Code Section 1798.83 permits you to request information regarding the disclosure of your personal information by Welltheos LLC to a third-party for the third-party’s direct marketing purposes. This right granted to California residents applies only to their activities within the State of California. To make such a request, please send an email to email@example.com or write to us at:
1500 Stony Brook Road
Stony Brook, New York USA 11794